Option to Purchase Remaining Stock Sample Clauses

Option to Purchase Remaining Stock. Following the Stockholders' sale to MOTG of one hundred two (102) shares of common stock of SoundCity, each Stockholder will continue to own forty-nine (49) shares, or a total of ninety-eight (98) shares for both Stockholders in the aggregate (the "Remaining Shares"). The Remaining Shares will constitute forty-nine percent (49%) of the outstanding shares of common stock of SoundCity. The Stockholders grant to MOTG an option to purchase all of the Remaining Shares on the terms and subject to the conditions in this Section 1.3. The option price for the Remaining Shares is Three Million Five Hundred Thousand Dollars ($3,500,000). The option price will be paid in cash or stock or a combination of cash and stock as reasonably determined by MOTG and the Stockholders. The option price is payable in full upon exercise of the option and delivery to MOTG by the Stockholders or their successors of the Remaining Shares, endorsed by the owners of such Remaining Shares for transfer to MOTG or accompanied by separate stock powers so endorsed. The option will first become exercisable immediately after the Closing. The option may only be exercised in full; no partial exercise is permitted. The option will lapse if not fully exercised on or before December 31, 2009. The option will lapse if there is any default by MOTG or SoundCity in the performance of any obligation to either or both of the Stockholders, including, without limitation, any payment obligation by MOTG under the MOTG Notes and further including any obligation under the employment agreement between Kamel and SoundCity hereinafter described. The Stockholders will have the right to transfer the Remaining Shares, in whole or in part, to each other or to any other person, provided the transferee acknowledges this option agreement and agrees to be bound by its terms. If MOTG does not consummate the purchase of the Sold Shares and this Agreement terminates, the option described in this Section 1.3 will lapse and become void for forfeited.
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Option to Purchase Remaining Stock. Commencing one (1) year after completion of the capital investment, USXP shall have the option, provided it is in compliance with all of its payment and capital contribution obligations hereunder, to purchase the remaining forty-nine percent (49%) of the remaining ownership interest in SkyNet MIA (159 common shares) from Mr. Hernandez over seven (7) xxxxxxxxxxx xuarterly periods, in equal ownership amounts of 7% each, for seven times operating income as determined by the auditors for the Skynet MIA accounts, before taxes and interest, and intercompany charges, corporate management fees/allocation, and similar items from USXP if any, for each quarterly period, which purchases shall be completed within 60 days of the end of each quarter. These shares may be assigned or sold to Mr. Gonzalo Gulman by Mr. Herxxxxxx, xxxxxxx xx thix Xxxxxxxxx. USXP is required to purchase all of such shares once it purchases part thereof and until all of the SkyNet MIA shares are purchased hereunder, once this option is exercised by USXP, USXP will not sell or assign any of its SkyNet shares to any person or entity not affiliated with USXP and, further, until paid for in full, the shares may be held in an appropriate escrow account, with USXP retaining full shareholder rights, including voting rights, absent a default.

Related to Option to Purchase Remaining Stock

  • Option Purchase Price (A) If the Management Investor shall be terminated by the Company without Cause, resign with Good Reason or shall cease to be employed by the Company by reason of death, normal retirement at age 65 or more under the Company's normal retirement policies, or temporary or permanent disability, the "Option Purchase Price" for the Incentive Shares to be purchased from such Management Investor or such Management Investor's Permitted Transferees pursuant to the Purchase Option (such number of Incentive Shares being the "Purchase Number") shall equal the price calculated as set forth in the table below opposite the applicable Termination Date of such Management Investor: If the Termination Date Occurs: Option Purchase Price On or prior to the first anniversary of Adjusted Cost Price multiplied by the Closing the Purchase Number After the first anniversary of the Adjusted Cost Price multiplied by Closing, and on or prior to the second 80% of the Purchase Number, plus anniversary of the Closing Adjusted Book Value Price multiplied by 20% of the Purchase Number After the second anniversary of the Adjusted Cost Price multiplied by Closing, and on or prior to the third 60% of the Purchase Number, plus anniversary of the Closing Adjusted Book Value Price multiplied by 40% of the Purchase Number After the third anniversary of the Adjusted Cost Price multiplied by Closing, and on or prior to the fourth 40% of the Purchase Number, plus anniversary of the Closing Adjusted Book Value Price multiplied by 60% of the Purchase Number After the fourth anniversary of the Adjusted Cost Price multiplied by Closing, and on or prior to the fifth 20% of the Purchase Number, plus anniversary of the Closing Adjusted Book Value Price multiplied by 80% of the Purchase Number

  • Option to Purchase Shares The Company hereby grants to the Optionee an Option (the “Option”), pursuant to the Plan, to purchase up to ________________ (___________) shares of the Company’s common stock (the “Stock”). The Option Price for each share of Stock shall be ____________________Dollars and ______________ Cents ($______), which is acknowledged to be 100% of the Fair Market Value of each share of Stock as of the date hereof. The Option shall be exercisable for the number of shares of Stock and during the specific exercise periods (“Exercise Period(s)”) set forth in the following table: Number of Shares Exercise Period _______________________ (___________) Shares ________________1 through ______________

  • Option to Purchase Subject to Section 3.5, the Receiver hereby grants to the Assuming Institution an exclusive option for the period of ninety (90) days commencing the day after Bank Closing to purchase any or all owned Bank Premises, including all Furniture, Fixtures and Equipment located on the Bank Premises. The Assuming Institution shall give written notice to the Receiver within the option period of its election to purchase or not to purchase any of the owned Bank Premises. Any purchase of such premises shall be effective as of the date of Bank Closing and such purchase shall be consummated as soon as practicable thereafter, and in no event later than the Settlement Date. If the Assuming Institution gives notice of its election not to purchase one or more of the owned Bank Premises within seven (7) days of Bank Closing, then, not withstanding any other provision of this Agreement to the contrary, the Assuming Institution shall not be liable for any of the costs or fees associated with appraisals for such Bank Premises and associated Fixtures, Furniture and Equipment.

  • Option; Option Price On the terms and subject to the conditions of the Plan and this Agreement, including, without limitation, Section 18 of this Agreement, the Optionee shall have the option (the “Option”) to purchase Shares at the price per Share (the “Option Price”) and in the amounts set forth on the signature page hereto. Payment of the Option Price may be made in the manner specified by Section 5.9 of the Plan. The Option is not intended to qualify for federal income tax purposes as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”). Except as otherwise provided in Section 7 of this Agreement, the Option shall remain exercisable as to all Vested Options (as defined in Section 4) until the expiration of the Option Term (as defined in Section 3). Except as otherwise provided in the Plan or this Agreement, upon a Termination of Relationship, the unvested portion of the Option (i.e., that portion which does not constitute Vested Options) shall terminate.

  • Purchase Right Without prejudice to the enforcement of the Senior Secured Parties’ remedies, the Senior Secured Parties agree that following (a) the acceleration of the Senior Obligations in accordance with the terms of the Credit Agreement Loan Documents or (b) the commencement of an Insolvency or Liquidation Proceeding (each, a “Purchase Event”), within thirty (30) days of the Purchase Event, one or more of the Second Priority Debt Parties may request, and the Senior Secured Parties hereby offer the Second Priority Debt Parties the option, to purchase all, but not less than all, of the aggregate amount of outstanding Senior Obligations outstanding at the time of purchase at par, plus any premium that would be applicable upon prepayment of the Senior Obligations and accrued and unpaid interest, fees, and expenses without warranty or representation or recourse (except for representations and warranties required to be made by assigning lenders pursuant to the Assignment and Assumption (as such term is defined in the First Lien Credit Agreement)). If such right is exercised, the parties shall endeavor to close promptly thereafter but in any event within ten (10) Business Days of the request. If one or more of the Second Priority Debt Parties exercise such purchase right, it shall be exercised pursuant to documentation mutually acceptable to each of the Senior Representative and the Second Priority Representative, subject to any consent rights of the Borrowers under the First Lien Credit Agreement or any applicable Senior Debt Document. If none of the Second Priority Debt Parties exercise such right, the Senior Secured Parties shall have no further obligations pursuant to this Section 5.07 for such Purchase Event and may take any further actions in their sole discretion in accordance with the Senior Debt Documents and this Agreement.

  • Agreement to Purchase Purchase Price Buyer acknowledges that it was the successful bidder for the Property at the Foreclosure Sale with a successful bid for the Property at the Foreclosure Sale in the amount of [ ] ($ ) (the “Purchase Price”), and agrees to purchase all of the interest in the Property from Seller in accordance with and in reliance upon the terms and conditions of this Agreement.

  • Second Option If Tenant exercises the First Option, Landlord grants Tenant an additional option (the "Second Option") to extend the term of the Lease for one (1) additional term of five (5) years (the "Second Option Term"). The Second Option applies only to the Premises and is on the following conditions:

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